UNITED STATES

SECURITIES AND EXCHANGE
COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

ELKCORP

(Name of Issuer)

Common Stock, $1.00 Par Value

(Title of Class of Securities)

287456107

(CUSIP Number)

Heyman Investment Associates Limited Partnership
333 Post Road West
Westport, CT  06880
(203) 221-3932
Attention: James R. Mazzeo

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

With copies to:

John Rebele
Building Materials Corporation of America
1361 Alps Road
Wayne, New Jersey 07470
(973) 317-5960 Steven A. Seidman, Esq.
Maurice M. Lefkort, Esq.
Willkie Farr & Gallagher LLP
787 Seventh Avenue
New York, NY  10019-6099
(212) 728-8000

November 15, 2006

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No.   287456107
	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Heyman Investment Associates Limited Partnership — (IRS Identification No. 06-1107758)
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) WC/OO
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o
	6.	Citizenship or Place of Organization Connecticut
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 2,123,800
			8.	Shared Voting Power 0
			9.	Sole Dispositive Power 2,123,800
			10.	Shared Dispositive Power 0
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 2,123,800
	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o
	13.	Percent of Class Represented by Amount in Row (11) 10.36%
	14.	Type of Reporting Person (See Instructions) PN

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CUSIP No.   287456107
	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Samuel J. Heyman
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) OO
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o
	6.	Citizenship or Place of Organization USA
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 0
			8.	Shared Voting Power 2,123,800
			9.	Sole Dispositive Power 0
			10.	Shared Dispositive Power 2,123,800
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 2,123,800
	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o
	13.	Percent of Class Represented by Amount in Row (11) 10.36%
	14.	Type of Reporting Person (See Instructions) IN

3

CUSIP No.   287456107
	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Building Materials Corporation of America — (IRS Identification No. 22-3276290)
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) OO
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o
	6.	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 0
			8.	Shared Voting Power 2,123,800
			9.	Sole Dispositive Power 0
			10.	Shared Dispositive Power 2,123,800
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 2,123,800
	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o
	13.	Percent of Class Represented by Amount in Row (11) 10.36%
	14.	Type of Reporting Person (See Instructions) CO

4

CUSIP No.   287456107
	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) BMCA Holdings Corporation — (IRS Identification No. 51-0393774)
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			x
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) OO
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o
	6.	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 0
			8.	Shared Voting Power 2,123,800
			9.	Sole Dispositive Power 0
			10.	Shared Dispositive Power 2,123,800
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 2,123,800
	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o
	13.	Percent of Class Represented by Amount in Row (11) 10.36%
	14.	Type of Reporting Person (See Instructions) CO

5

CUSIP No.   287456107
	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) G-I Holdings Inc. — (IRS Identification No. 22-2934562)
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			x
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) OO
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o
	6.	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 0
			8.	Shared Voting Power 2,123,800
			9.	Sole Dispositive Power 0
			10.	Shared Dispositive Power 2,123,800
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 2,123,800
	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o
	13.	Percent of Class Represented by Amount in Row (11) 10.36%
	14.	Type of Reporting Person (See Instructions) CO

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CUSIP No.   287456107
	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) G Holdings Inc. — (IRS Identification No. 26-0006169)
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			x
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) OO
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o
	6.	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 0
			8.	Shared Voting Power 2,123,800
			9.	Sole Dispositive Power 0
			10.	Shared Dispositive Power 2,123,800
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 2,123,800
	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o
	13.	Percent of Class Represented by Amount in Row (11) 10.36%
	14.	Type of Reporting Person (See Instructions) CO

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CUSIP No.   287456107
	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Heyman Holdings Associates Limited Partnership — (IRS Identification No. 06-1261246)
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			x
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) OO
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o
	6.	Citizenship or Place of Organization Connecticut
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 0
			8.	Shared Voting Power 2,123,800
			9.	Sole Dispositive Power 0
			10.	Shared Dispositive Power 2,123,800
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 2,123,800
	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o
	13.	Percent of Class Represented by Amount in Row (11) 10.36%
	14.	Type of Reporting Person (See Instructions) PN

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This Amendment No. 1 (the “Amendment”) amends the Statement on Schedule 13D filed with the Securities and Exchange Commission by Heyman Investment Associates Limited Partnership, a Connecticut limited partnership (“HIA”), Samuel J. Heyman, a citizen of the United States of America (“Mr. Heyman”), Building Materials Corporation of America, a Delaware corporation (“BMCA”), BMCA Holdings Corporation, a Delaware corporation (“BHC”), G-I Holdings Inc., a Delaware corporation (“G-I Holdings”), G Holdings Inc., a Delaware corporation (“G Holdings”), and Heyman Holdings Associates Limited Partnership, a Connecticut limited partnership (“Heyman Holdings”) on November 6, 2006 (the “Schedule 13D”).

This Amendment is filed with respect to the common stock, par value $1.00 per share (“Common Stock”), of ElkCorp, a Delaware corporation (the “Issuer”), and is filed to reflect information required by Rule 13d-2 under the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), with respect to the Common Stock.  The principal executive office of the Issuer is located at 14911 Quorum Drive, Suite 600, Dallas, Texas 75254.

Item 1.	Security and Issuer
Item 2.	Identity and Background
Item 3.	Source and Amount of Funds or Other Consideration
Item 4.	Purpose of Transaction
Item 4 is hereby supplemented and amended by the insertion of the following after the first paragraph thereof: The purpose of this Amendment No. 1 is to report that on November 15, 2006, BMCA submitted a second letter to Thomas D. Karol, Chairman of the Board and Chief Executive Officer of the Issuer, indicating its interest in pursuing a business combination with the Issuer (the “Offer Letter”).  Pursuant to the Offer Letter, BMCA proposed to enter into a merger agreement with the Issuer under which BMCA would pay $35 per share in cash for all outstanding shares of the Issuer.  A copy of the Offer Letter is attached hereto as Exhibit 4.
Item 5.	Interest in Securities of the Issuer
Item 6.	Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
Item 6 is hereby supplemented and amended by the insertion of the following after the first paragraph thereof: The purpose of this Amendment No. 1 is to report that on November 15, 2006, BMCA submitted the Offer Letter to Thomas D. Karol, Chairman of the Board and Chief Executive Officer of the Issuer.  A copy of the Offer Letter is attached hereto as Exhibit 4.
Item 7.	Material to Be Filed as Exhibits
Item 7 is hereby amended to include the following exhibit, attached hereto: Exhibit 4Letter from Building Materials Corporation of America to Thomas D. Karol, Chairman of the Board and Chief Executive Officer of ElkCorp, dated November 15, 2006.

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SIGNATURE

After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete, and correct.

Dated: November 15, 2006
	HEYMAN INVESTMENT ASSOCIATES LIMITED PARTNERSHIP
	By:	/s/ Samuel J. Heyman
		Name:		Samuel J. Heyman
		Title:		General Partner
	SAMUEL J. HEYMAN
	/s/ Samuel J. Heyman
	BUILDING MATERIALS CORPORATION OF AMERICA
	By:	/s/ John F. Rebele
		Name:	John F. Rebele
		Title:	Senior Vice President
			and Chief Financial Officer
	HEYMAN HOLDINGS ASSOCIATES LIMITED PARTNERSHIP
	By:	/s/ Samuel J. Heyman
		Name:		Samuel J. Heyman
		Title:		General Partner

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BMCA HOLDINGS CORPORATION
By:	/s/ Roger F. Assad
	Name:	Roger F. Assad
	Title:	Vice President, Law
		and Secretary
G-I HOLDINGS INC.
By:	/s/ Samuel J. Heyman
	Name:	Samuel J. Heyman
	Title:	Chief Executive Officer
		and President
G HOLDINGS INC.
By:	/s/ Samuel J. Heyman
	Name:	Samuel J. Heyman
	Title:	Chief Executive Officer
		and President

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